隐私政策

1. General

1.1 Buburuza Protocol

The Buburuza protocol is a decentralized layer 3 protocolthat operates with the Ethereum blockchain (the “Protocol”). The Protocol is not part of the Services. The Services may provide a user interface designed to display data and provide certain tools and functionality to facilitate a user’s access to the Protocol.Such interface is part of the Services. Other developers may in the future create their own interfaces to function with the Protocol, and we do not control or take any responsibility for suchthird partyinterfaces. You acknowledge and agree that we make no representations and warranties with respect to the Protocol. Your use of the Protocol is entirely at your own risk.

1.2 Service sand Financial Institution Services

Through the Services,we maypresent to you an offer from one or more financial institutionsor service providers to financial institutionsthat we have partnered with (each, a “Financial Institution Partner”) to receive certain services from such Financial Institution Partner (“Financial Institution Services”), such ason- and off-ramp servicesandexchangeservices. Financial Institution Services are provided by the applicable Financial Institution Partner, not us.While we do not provide such Financial Institution Services, certainServices allow you to, among other things, access certain software, information features, dashboards and other functionality related to the Financial Institution Services.You agree that your access and use of Financial Institution Services is governed solely by the terms and conditionsof the applicable Financial Institution Partner for such Financial Institution Services, and you are required to accept such terms and conditions prior to your access or use of such Financial Institution Services.A list of certain other Financial Institution Partners and their applicable terms and conditions are available athttps://www.buburuza.com/legal/partners.We are not responsible or liablefor, andmake no representation or warranty as to any aspect of the Financial Institution Services. Your use of any Financial Institution Services is at your own risk.

1.3 Supported Digital Assets

Only certain digital assets are supported by the Services, including the Company Wallet (as defined below). A list of digital assets supported by the Company Wallet is available athttps://www.buburuza.com/supported-digital-assets, as may be updated from time to time in our sole discretion (“Supported Digital Assets”). You agree not to attempt to use the Services to store, send, request or receive any assets other than Supported Digital Assets. We will not be liable or responsible to you in any way in connection with any attempt to use the Services, including any Company Wallet, with assets that are not Supported Digital Assets. You agree that the inclusion of any digital asset as a Supported Digital Asset does not guarantee that such digital asset will be supported by the Services forever. We may delist or remove digital asset from the listof Supported Digital Assets at any time, includingas a result ofa change in such digital asset’s regulatory classification or other characteristics. If you do not sell or send such digital asset held in your Company Wallet that we remove from the Supported Digital Assets list before we terminate our support for such digital asset, then we may, in our discretion, remove such digital asset from your Company Wallet and credit your Company Wallet the equivalent market value of a different Supported Digital Asset.

1.4 Exchange

The Services may allow you to accessatrading platform to buy and sell Supported Digital Assets (“Exchange”).The operator of the Exchange may vary depending on where you are accessing the Exchange from. In certain jurisdictions, Financial Institution Partners and otherthird partyproviders may provide and operate theExchangeand, in other jurisdictions, we may provide and operate the Exchange. However, even in jurisdictions where we do not operate the Exchange itself, we may provide certain services to facilitate your use of such Exchange, such as the interface via the Services for you to access the Exchange.When you buy or sell Supported Digital Assets on the Exchange, you are not buying Supported Digital Assets from us nor selling Supported Digital Assets to us. We act as the agent, on your behalf, to facilitate such purchase or sale between you and other users of the Services. Each trade of Supported Digital Assets on the Exchange, when successfully completed, transfers ownership between users, is recorded on our internal ledger and is reflected in your Company Wallet.You can see your transaction history in your Account profile. You agree that we may choose in our sole discretion the method and counterparty for the execution of any trade you place in our sole discretion. We cannot guarantee that any order will trade at a particular price or exchange rate and that such price or rate will be the same as those offered by third parties. We have no obligation to match any price or rate provided by third parties. The actual price or rate that an order is executed at may be different from the price or rate displayed at the time your order is placed, and you agree that we are not liable for any such different or other price fluctuations.

1.5 Circle Stablecoins

If you elect to purchase USDC or EURCvia the Services, you agree that we are not the issuer of USDCor EURC, we do not hold reserves for USDCor EURC, and we have no obligation to repurchase your USDCor EURC.Each ofUSDCand EURC(together, “Circle Stablecoins”)aredigital assetsissued by Circle Internet Financial, LLC(“CircleUS”)orCircle Internet Financial Europe SAS(“Circle Europe”and together with Circle US, “Circle”), as applicable. You can redeem yourCircle Stablecoinswith Circle, and we may also elect to repurchase yourCircle Stablecoinsin exchange for USDor Euro, asapplicable. By purchasing or otherwise obtainingCircle Stablecoinsvia the Services, you agree to be bound by Circle’s USDCand EURCterms available athttps://www.circle.com/legal/usdc-termsandhttps://www.circle.com/legal/eurc-terms, as applicable.

1.6 On Ramp Services

To use certain of the Services, you will need to fund your Company Wallet withCircle Stablecoins or other Supported Digital Assets that are stablecoins (i.e., a digital asset that can be redeemed at face value for fiat currency (collectively, “Supported Stablecoins”). When you submit instructions to buySupported Stablecoinsvia the Services (“On Ramp Services”), you are giving us and/or our third-party service providers permission to carry out such instructions as your agent. You must have a Linked Account (as defined below) and Company Walletin order topurchaseSupported Stablecoinsvia the Services. When you submit an order to purchaseSupported Stablecoins, you are instructing and authorizing us and/or our third-party service providers to charge or debit your Linked Accountin the applicable supported fiat currencyfor the total amount of such purchase, including any applicable fees and taxes.For clarity, Supported Stablecoins are issued by third parties, not us.A list of fiat currencies supported by the Services is available athttps://www.buburuza.com/supported-fiat-currencies, as may be updated from time to time in our sole discretion.All orders require full payment in cleared fundsin order tobe executed and filled.In the event of any refund, chargeback or other adjustment related to yourSupported Stablecoinpurchase, you authorize us to credit or deduct the amount from your Linked Account. The date and time that you initiate instructions to purchasesuch Supported Stablecoinmay differ from the date and time when the order is executed. Title toSupported Stablecoinsyou purchase in accordance with these Terms will transfer to you upon its receipt in your Company Wallet.

1.7 Transfers

You may transfer Supported Digital Assets to another user’s Company Wallet. When you make a transfer, you agree you are instructing the Company and/or its third party service providers to transfer the specified Supported Digital Assets from your Company Wallet to such other account. In addition, you may elect to receive payments sent by another account (whether from another user’s Company Wallet or a third party account) in a Supported Stablecoin you select. If the Supported Stablecoin you select is different from the fiat or digital assets sent by the other account, then such fiat or digital assets will first be converted to the selected Supported Stablecoin at the then current exchange rate and then deposited into your Company Wallet. The payments sent by such other account to your Company Wallet must be in a supported fiat currency or digital assets; otherwise, such payments will be void and may be lost. We are not responsible for any losses in connection with an attempt to send non-supported fiat or digital assets to your Company Wallet.  

1.8 Off Ramp Services

You may be eligible via the Services to sell your Supported Digital Assets held in your Company Wallet for fiat currency, which will be transferred to your Linked Account (“Off Ramp Services”). The types of fiat currency currently supported by our Services are available at https://www.buburuza.com/supported-fiat-currencies, as may be updated from time to time in our sole discretion and which may vary depending on the location you are accessing the Services (“Supported Fiat Currency”).  You can only use the Off Ramp Services to sell your Supported Digital Assets that are not Staked Digital Assets (as defined below). Once your order to sell Supported Digital Assets for Supported Fiat Currency is accepted, your Supported Digital Assets will be removed from your Company Wallet and the proceeds from the sale will be transferred to your Linked Account.

1.9 Orders

You agree that it is your responsibility to cancel any order via the Services that you do not want to be filled. You agree that you may not be able to cancel an order prior to it being filled and that we are not liable to you for the completion of an order after you have submitted a cancellation request. Without limiting the foregoing, you agree that you cannot cancel, reverse or change any order marked as complete or pending. If you have an insufficient balance in your Company Wallet (in the case of transactions to purchase or sell Supported Digital Assets via the Exchange) or Linked Account (in the case of purchasing Supported Stablecoins via the On Ramp Services) to complete an order you placed, we may choose to cancel the entire order or fulfil a partial order using the balance currently available, less any fees and taxes. We do not guarantee that any order you place via the Services will be filled or completed. We reserve the right to reject any order in our sole discretion, including if you have an insufficient balance in your Company Wallet or Linked Account, as applicable. We and our third party service providers may require compliance checks and procedures in connection with your order and your order may be denied if it does not satisfy those. If we cannot complete your transaction for any reason (such as price movement, market latency, inability to find a counterparty for your transaction, or order size), we will reject the order and notify you of such rejection. We reserve the right to refuse to process, cancel, correct, or reverse any order as required by applicable law, if we believe that such transaction violated these Terms or applicable law, or in response to a court order or order from any other governmental authority.

1.10 Instructions

Your Account, including Company Wallet, is directed by you. You hereby appoint us and our third-party service providers as your agent to carry out the instructions you send via the Services. You are responsible for ensuring your instructions are accurate and complete, including any payment information you provide in connection with your instructions. Once you submit an instruction, we may not be able to reverse it and the resulting transaction. We will not be liable for complying with your instructions.

1.11 Buburuza Card

We may present to you an offer from (or the ability to apply to) a Financial Institution Partner to open a credit card (“Card”). The Card is made available by the applicable Financial Institution Partner. In order to use the Card, you must agree to the applicable Financial Institution Partner’s cardholder agreement for the Card (“Cardholder Agreement”).  The Cardholder Agreement governs, among other things, your use of the Card and is separate and independent from these Terms. The Services allow you to access certain software, information features, dashboards and other functionality related to the Card, but we do not provide the banking and other financial services for the Card itself. You may select to use Supported Digital Assets in your Company Wallet to fund your Card transactions, in which case, you authorize us and/or our third-party service providers to facilitate the sale of such Supported Digital Assets for the applicable fiat currency and facilitating the transfer of such proceeds to your Card account with the applicable Financial Institution Partner.

1.12 Digital Asset Protocols and Forks

We do not own or control the underlying digital asset protocols. We are not responsible for the operation of the digital assets protocols, and we make no representations or guarantees about the functionality, security, or available of such protocols. Digital asset protocols may be subject to changes in operating rules, including forks that may result in more than one version of an underlying protocol. Forks and other changes in operating rules may materially affect the availability, value, functionality and name of the Supported Digital Assets in your Company Wallet. We do not control the timing, features or any other aspect of such operating rules changes. You are responsible for making yourself aware of any upcoming changes to the operating rules of digital asset protocols. We reserve the right to take steps that we determine are necessary to protect the security and safety of digital assets held in Company Wallets, which may include temporarily suspending operations for a digital asset when such underlying protocol is subject to a fork or other operating rule changes. We may choose, in our sole discretion, not to support a forked protocol and that you have no right, claim or title to any digital assets of an unsupported forked protocol. We have no obligation to support new digital asset forks or to assist you with unsupported forked protocols or related digital assets. You agree that we are not responsible or liable for any loss of value you may experience as a result of any fork or other operating rule changes. By purchasing or otherwise holding any digital asset via the Services, you accept the risk that the underlying digital asset protocol may be subject to forks or other changes in operating rules.

1.13 Governance

The underlying protocols for certain digital assets offer those staking such digital assets the ability to vote on certain of such protocol’s governance matters. We may, in our discretion, support or not support such voting and may cease supporting such voting at any time in our discretion. To the extent we supporting such voting, we will comply with your voting instructions. We may also vote on your behalf where we or the applicable protocol does not support delegated voting.

2. Company Wallet

2.1 Company Wallet

You may be eligible to access and use one or more of our hosted digital asset wallets (each, a “Company Wallet”) that enables users to, among other things, store, track, transfer and manage your balance of Supported Digital Assets (as defined below). You may have a Company Wallet for Supported Stablecoins and a separate Company Wallet for other Supported Digital Assets.

2.2 Display in Currency Denomination

The amount of Supported Stablecoins held in your Company Wallet will be displayed for convenience in your Account in a fiat currency denomination, such as USD or EUR; however, such display does not indicate that you have fiat currency in your Account and is instead displayed for convenience as an estimate of the equivalent value in fiat currency of such Supported Stablecoins in your Company Wallet.

2.3 Digital Asset Withdrawals; Delays

You control the Supported Digital Assets held in your Company Wallet. You may withdraw your Supported Digital Assets in your Company Wallet to a compatible Third Party Wallet. Digital asset withdrawals may be delayed, including as a result of downtime, congestion or disruption of the underlying digital asset network.  

2.4 Title

You retain full title to your Supported Digital Assets in your Company Wallet at all times. Title to such assets does not transfer to the Company. As owner of your Supported Digital Assets, you bear all risk of loss for such assets, and we have no liability for digital asset fluctuations or loss. We do not treat Supported Digital Assets in your Company Wallet as the Company’s general assets.  You only have ownership of and rights to those Supported Digital Assets correctly shown in your Company Wallet balance. Extent at your direction or instruction, as may be required by applicable law or in connection with your Program Balance, we will not sell, transfer, loan, hypothecate, pledge or encumber your Supported Digital Assets held in your Company Wallet.

2.5 Fungibility

We may hold your digital assets in your Company Wallet using various methods, including across multiple blockchain protocols (e.g., layer two networks, alternative layer one networks, or side chains). You agree that all forms of the same digital asset that are held and made available across multiple blockchain protocols may be treated as fungible and the equivalent of each other, without regard to the blockchain protocol on which any form of such digital asset is stored or whether any form of such digital asset is wrapped.

2.6 Custody; Omnibus Accounts; Segregated Balances

The Company may act as custodian for Supported Digital Assets that you own and hold in your Company Wallet. We may also designate one or more Financial Institution Partners to act as custodians, in which case such custodian services will be provided on terms directly between you and such Financial Institution Partner. We may use shared blockchain addresses to hold your Supported Digital Assets in your Company Wallet. We have no obligation to create a segregated blockchain address for your Supported Digital Assets in your Company Wallet. However, we may make available features where you can designate Supported Digital Assets held in your Company Wallet to be held by the Company on your behalf in a segregated blockchain address (“Segregated Balance”). Certain Services may not be available with respect to Supported Digital Assets held in a Segregated Balance. All Supported Digital Assets held in your Company Wallet that you do not designated to be held in a Segregated Balance will be held on your behalf using shared blockchain addresses (“Program Balance”). To the extent permitted by applicable law and except, for clarity, if you are a user located in the United States, Canada, European Union, or United Kingdom or in other jurisdictions where prohibited by applicable law, you agree that the Company may pool, net, sweep, pledge or otherwise use your Supported Digital Assets held in a Program Balance for the Company’s business purposes (including, without limitation, for liquidity and settlement purposes and to optimize blockchain gas or similar network fees and execution costs), and authorize the Company to exercise all rights with respect to such Supported Digital Assets in connection with the foregoing.  You have no rights to any revenues or other economic benefits that the Company generates in connection with your Supported Digital Assets held in a Program Balance. There may be a delay between when you choose to move your Supported Digital Assets from a Segregated Balance to a Program Balance (and vice versa). Additional fees may apply for our Segregated Balance Services. In addition, we may use various methods or ledgering systems in order to track and manage the Supported Digital Assets in your Company Wallet. Such methods may result in delays when you make transactions, which we will endeavour to notify you of in advance before any material delay.

2.7 No Insurance

Digital assets held in your Company Wallet are not insured by any governmental agency nor are they protected by the Securities Investor Protection Corporation or similar entities. You are solely responsible for maintaining insurance policies for digital assets held in your Company Wallet.

3. Staking Services

3.1 Overview

As part of the Services, if you hold eligible Supported Digital Assets with a proof-of-stake consensus mechanism in your Company Wallet, you may be eligible to stake such Supported Digital Assets via staking services provided by or on behalf of the Company, including through a third-party service provider (“Staking Services”). You agree that not all Supported Digital Assets are eligible for the Staking Services. If you elect to stake any such eligible Supported Digital Assets in your Company Wallet (“Staked Digital Assets”), we (or such third-party service provider) will facilitate the staking of those assets on your behalf by acting as a transaction validator on the applicable protocol for the Staked Digital Asset. To access and use the Staking Services, you will need to create a Fixed-Term Digital Asset Account (“FTDA Account”) via the Services and designate any such eligible Supported Digital Assets you would like to stake to such FTDA Account. FTDA Accounts and the Staking Services you receive through such account are provided for periods of time that you designate at the time you sign up (“Staking Period”), which may automatically renew at the subscription period frequency referenced when you sign up. For clarity, you retain ownership and title of each Staked Digital Asset while such asset is staked. If we (or such third-party service provider) successfully validates a block of transactions in that Staked Digital Asset, you will earn a reward granted by the applicable protocol for such Staked Digital Asset, less the commission payable to us and/or such third-party service provider (“Staking Reward”). The timing and amount of Staking Rewards will be determined by the applicable protocol, not by us. The current commission for Staking Services and an estimated annualized staking rewards rates (less commissions) for certain Supported Digital Assets is available at https://www.buburuza.com/legal/staking, as may be updated from time to time in our sole discretion. You agree that such annualized staking rewards rate is an estimate, may change over time and be different than the actual rate you earn. You agree that you have no right to a Staking Reward until it is received by us, and Staking Rewards will only be distributed to your Company Wallet after our receipt. We do not guarantee that you will receive any Staking Rewards.  We may suspend or discontinue the Staking Services at any time in our sole  discretion.

3.2 Restaking

You may have the option of having your Staking Rewards restaked automatically instead of receiving a payout. If you elect to use restaking, after your Staking Rewards are distributed, we will use commercially reasonable efforts to restake your Staking Rewards.  

3.3 Locking; Unstaking

When you use the Staking Services, your Staked Digital Assets are locked in the FTDA Account and, except as described in these Terms or otherwise agreed by the Company in writing, you will not be able to withdraw your Staked Digital Assets from your FTDA Account during the applicable Staking Period. There may be a delay between when you choose to stake a Supported Digital Assets and when you eligible to participate in the transaction validation process for a Staked Digital Asset and earning Staking Rewards. Certain protocols may impose a waiting period while staking, during which your Staked Digital Assets will be restricted from transfer or sale. If you instruct us to unstake your Staked Digital Assets, you will not have access to such digital assets until the expiration of the applicable waiting period. In addition, when you request to unstake your Staked Digital Assets, it may take time to complete the process to wind-down your Staked Digital Assets participation in the validation process of the applicable protocol, and an additional waiting period before you can transfer or sell such asset may result until the wind-down process is complete. You agree that we are not responsible for any losses you incur, including any decreases in the market prices for your Supported Digital Assets, as a result of such waiting periods. As part of the Staking Service, you may be eligible to (i) pay a fee in exchange for us using commercially reasonable efforts to limit the waiting period for your Staked Digital Assets to the time period displayed to you in the Services when you elect to use such Service, or (ii) rather than wait for the waiting period to be completed, sell your Staked Digital Assets to us, which may be subject to an additional fee. Such fees we charge you will be displayed to you when you elect to use such Service.

3.4 Slashing

Staked digital assets may be subject to slashing depending on the protocol if the transaction validator representing those assets incorrectly validates a transaction or otherwise fails to follow to the protocol’s technical requirements. We will use commercially reasonable efforts to prevent any of your Staked Digital Assets from slashing. In the event your Staked Digital Assets are slashed, we will replace your Staked Digital Assets unless such slashing is a result of your acts or omissions, the acts or omissions of any third-party service provider, failures in the protocol, circumstances beyond our reasonable control, or acts by a hacker or other malicious actor.

3.5 Contracting Entity

The location you are using the Services from determines the Company entity you are contracting with under these Terms. We may determine the location you are using the Services in our discretion, including based on the location specified in your Account information. You also agree that the Services (or any aspect thereof) may be provided by one of our affiliates as determined in our sole discretion.  

4. ELIGIBILITY; USER Accounts

4.1 Eligibility

To use the Services, you must neither be a Prohibited Person nor reside in, be organized under the laws of, or access the Services from a Restricted Jurisdiction. If you are an individual, you must also be at least 18 years of age or older (except as set forth in the Household Profile section below). If you are an entity, you must also be duly organized and validly existing under the applicable laws of the jurisdiction of your formation. A “Prohibited Person” is any person or entity that is (a) the subject of any economic or trade sanctions administered or enforced by any governmental authority, including being designated on any list of prohibited or restricted parties by any governmental authority, such as the U.S. Treasury Department’s list of Specially Designated Nationals, the U.S. Department of Commerce Denied Persons List Entity List, the E.U. Consolidated List of persons and the U.K. Consolidated List of Financial Sanctions Targets, (b) located, a resident of or organized in any jurisdiction or territory that is the subject of comprehensive country-wide or regional economic sanctions or has been designated as “terrorist supporting” by the United Nations or the governmental authority of the European Union, United Kingdom or the United States, or (c) owned or controlled by such persons or entities listed in (a)-(b).  “Restricted Jurisdictions” are the jurisdictions available at https://www.buburuza.com/legal/restricted-jurisdictions, which may be updated from time to time in our sole discretion. You acknowledge and agree that you are solely responsible for complying with all applicable laws of the jurisdiction you are a resident of, organized under, or located or accessing the Services from, in connection with your use of the Services. You understand that the Services made available to you may vary depending on the location we determine you are accessing the Services from, and we reserve the right to restrict the Services made available to you based on your location. We reserve the right, in our sole discretion, to determine the eligibility of users for the Services. By using the Services, you agree that you meet these requirements and you will not be using the Services for any illegal activity or to engage in activities prohibited by these Terms.

4.2 Creating and Safeguarding your Account

To use certain of the Services, you need to create an account or link another account, such as your Apple or Google account (“Account”). You agree to provide us with accurate, complete and updated information for your Account. You can access, edit and update your Account via the account settings page of the Website or App. You are solely responsible for any activity on your Account and for maintaining the confidentiality and security of your password. We are not liable for any acts or omissions by you in connection with your Account. You must immediately notify us at security@buburuza.com if you know or have any reason to suspect that your Account or password have been stolen, misappropriated or otherwise compromised, or in case of any actual or suspected unauthorized use of your Account. You agree not to create any Account if we have previously removed your, or we previously banned you from any of our Services, unless we provide written consent otherwise.

4.3 Household Profile Account

If you are an individual over 18 years of age or older and have an Account, you may create a household profile under your Account (“Household Profile”) and invite members of your household that are minors under the age of the majority in their jurisdiction but that are at least 13 years of age (“Household Members”) in order to allow such Household Members to access certain of the Services under your Account. You agree that each Household Member’s account for the Services is a sub-account of your personal Account (“Sub-Account”) and such Household Member’s are only permitted to use the Services with your involvement. You are responsible for monitoring all actions and usage by Household Members. By allowing any Household Members to use the Services, you agree that you are accepting these Terms on behalf of such Household Member. You are responsible and will be liable for all acts or omissions of your Household Members in connection with their use of the Services as if such acts or omissions were taken by you. We may provide certain features to allow you to designate certain limits and permissions that apply to your Household Members’ use of the Services.

4.4 Wallets

To use certain of the Services, you may need to connect a compatible third-party digital wallet (“Third Party Wallet”) or a Company Wallet (if you are eligible to use a Company Wallet in accordance with these Terms) with the Services. Third Party Wallets and Company Wallets are collectively referred to in these Terms as “Wallets.” By using a Third Party Wallet in connection with the Services, you agree that you are using the Third Party Wallet under the terms and conditions of the applicable third-party provider of such Third Party Wallet. Third Party Wallets are not associated with, maintained by, supported by or affiliated with us. We accept no responsibility or liability to you in connection with your use of a Third Party Wallet, and we make no representations or warranties regarding how the Services will operate or be compatible with any specific Third Party Wallet.

4.5 Other Information

We may require you to provide additional information and documents regarding your use of the Services or to verify or confirm your eligibility or identity, including pursuant to our compliance policies or at the request of any competent authority or in case of application of any applicable law or regulation, including laws related to anti-money laundering or for counteracting financing of terrorism. You acknowledge that your compliance to our satisfaction of certain requests for information or verification may be a prerequisite for you to be eligible to use certain Services. You authorize us to make any inquiries we consider necessary to verify and authenticate your information and identity, including checking commercial databases or credit reports. We may also require you to provide additional information or documents in cases where we have reason to believe: (i) that your Account or Wallet is being used for illegal money laundering or for any other illegal activity; or (ii) you have concealed or reported false identification information or other details. We may suspend or otherwise prevent your access to your Account and/or the Services until you comply with all our requests for information.

4.6 Linked Bank Account

In order to access certain Services, you must link your Account to another deposit or asset account you own and hold with another depository institution (“Linked Account”). By providing a Linked Account, you represent and warrant that you own and are authorized to use the Linked Account for the purposes set forth in these Terms. For consumer Accounts, any Linked Account must be a personal account (not a business or commercial account). For commercial Accounts, any Linked Account must be a business or commercial account that you are authorized to use for the transactions contemplated by these Terms. Your request to establish a Linked Account is subject to our verification and approval. You authorize us and/or our third party service providers to debit your Linked Account in the amounts necessary to (i) fund your payments, (ii) pay any fees or charges associated with the Services, (iii) verify and authenticate your Linked Account and (iv) pay any other amount that is owing in connection with your use of the Services.

4.7 Account Limits

We reserve the right, in our sole discretion, to take any action to protect us and the security and integrity of the Services, including, without limitation, restrictions or holds on your Account or transactions. Without limiting the foregoing, we may place a hold on your Account, including your Company Wallet, or a transaction or impose transaction limits (including minimums and maximums) in connection with your use of the Services.

4.8 Account Closure

You may close your Account at any time. When you close your Account, you will no longer be able to access and use your Company Wallet. You agree that closing your Account will not affect any obligations or liabilities incurred by you prior to the date your Account is closed. In connection with your Account closure, you may be required to cancel all open transactions and must provide transfer instructions for where any Supported Digital Assets remaining in your Company Wallet should be transferred to. If you do not provide any transfer instructions in a timely manner, we may take any action legally permitted to provide any remaining Supported Digital Assets in your Company Wallet to you, including sending such assets to your Third Party Wallet associated with your Account or crediting your Linked Account for the value of such assets. You are responsible for any fees, costs, expenses and other liabilities associated with closing your Account. Notwithstanding the foregoing, you acknowledge that we may prevent you from closing your Account if we believe you are doing so in order to avoid any investigation. You agree that we may retain your Account information, including transaction history, as permitted by applicable law.

4.9 Actions Against Your Account

If we are served with a subpoena, restraining order, writ of attachment or execution, tax levy, garnishment, search warrant or other order relating to your Account, we will comply with such legal action and, in our discretion, we may freeze the digital assets in your Company Wallet and not allow any payments or transfers out of your Company Wallet until a final court determination regarding such legal action. In these circumstances, we will not have any liability to you if there are insufficient funds to pay for any transaction using your Company Wallet because we have withdrawn assets from your Company Wallet or in any way restricted access to your funds in accordance with such legal action. Any fees or expenses we incur in responding to any such legal action may be charged against your Account. If you request that we make a transfer or withdrawal, the full amount of the payment must be received by us in cleared and settled funds and for the full amount being transferred or withdrawn, including any fees that may be payable, before the transfer or withdrawal is made. If for any reason we agree to make a transfer or withdrawal without having received the full amount: (i) we may demand, and you must repay, the full amount in the time requested by us after the transaction has been processed, and (ii) we shall be under no obligation to make any future transfer or withdrawal without having received the full amount. If there is suspicious activity related to your Account, we may, but are not obligated to, request additional information from you, including authenticating documents, and freeze any transactions pending our review.

4.10 Death of Account Holder

If you open an Account as an individual and we receive legal documentation confirming your death or other information is provided that allows us to reasonably determine you have died, we will suspend your Account, including access to your Company Wallet. In such circumstance, no activity will occur in your Account until your designated fiduciary has opened a new account with us and instructs us to transfer the entirety of your Supported Digital Assets in your Company Wallet to such new account and associated Company Wallet, or until we have received reasonably satisfactory proof that you have not died.  If we have reason to believe you may have died, you authorize us to make inquiries, including via third parties, that we determine reasonably necessary to determine whether you have died. If we determine you have died, the fiduciary you have designated in a valid will or similar document will be required to open a new account on the Services. If you have not designated a fiduciary, then we reserve the right to treat any person entitled to inherit your Account, including your Company Wallet, as your fiduciary based on our review of relevant documentation or require a court order designating a fiduciary. You agree that a fiduciary will not gain access to the assets in your Company Wallet until they have successfully opened their own account with us.

4.11 Unclaimed Property

In certain circumstances, we may have an obligation to report any Supported Digital Assets in your Company Wallet to the applicable governmental entity as unclaimed property, such as where your Company Wallet has been inactive for a period of several years (as determined by applicable law) or where we ceases providing Services. If this happens, we will attempt to contact you using the contact information provided by you to the extent required by applicable. If you do not respond, we may be obligated to turn over any Supported Digital Assets in your Company Wallet to the applicable governmental entity after deducting any fees payable to us. The applicable governmental entity may require us to liquidate any Supported Digital Assets in your Company Wallet into fiat currency and turn over the resulting fiat currency to the governmental entity. You agree that we will not have any responsibility or liability for any losses, damages, or other harm that you may incur in connection with us turning over Supported Digital Assets to the applicable governmental entity or our liquidation of the Supported Digital Assets. You agree that we may surrender any unclaimed or abandoned Supported Digital Assets held in your Company Wallet in accordance with applicable laws.

5. Subscriptions and Free Trials

5.1 Subscription Payment

If you buy or subscribe to any of our paid Services, you agree to pay us the applicable fees and taxes in the designated currency. Failure to pay these fees and taxes will result in the termination of your access to the paid Services. You agree that (a) if you purchase a recurring subscription to any of the Services, we may store and continue billing your payment method (e.g. credit card) to avoid interruption of such Services, and (b) we may calculate taxes payable by you based on the billing information that you provide us at the time of purchase.  We reserve the right to change our subscription plans or adjust pricing for the Services in any manner and at any time as we may determine in our sole and absolute discretion. Except as otherwise provided in these Terms, any price changes or changes to your subscription plan will take effect following reasonable notice to you. All subscriptions are payable in accordance with payment terms in effect at the time the subscription becomes payable. Payment can be made by credit card, debit card, or other means that we may make available. Subscriptions will not be processed until payment has been received in full, and any holds on your account by any other payment processor are solely your responsibility.

5.2 Subscription Renewals and Cancellations

You agree that if you purchase a subscription, your subscription will automatically renew at the subscription period frequency referenced on your subscription page (or if not designated, then monthly) and at the then-current rates, and your payment method will automatically be charged at the start of each new subscription period for the fees and taxes applicable to that period.  To avoid future subscription charges, you must cancel your subscription at least one (1) day before the subscription period renewal date by completing the cancellation procedure through the accounts settings page of your Account profile.

5.3 No Subscription Refunds

Except as expressly set forth in these Terms, payments for any subscriptions to the Services are nonrefundable and there are no credits for partially used periods. Following any cancellation by you, however, you will continue to have access to the paid Services through the end of the subscription period for which payment has already been made.

5.4 Free Trials

You can sign up for a trial Account for the paid portion of the Services and your trial period starts on the day you create the trial Account and lasts for the duration indicated on your free trial confirmation email (or if not specified, then seven (7) days). If you are on a trial, you may cancel at any time until the last day of your trial by following the cancellation procedures outlined above. If you do not cancel your trial Account at the end of your free trial period, and we have notified you that your Account will be converted to a paid subscription at the end of the free trial period, you authorize us to charge your credit card or other designated billing method for continued use of the paid Services.  You may, however, then cancel your subscription in accordance with these Terms. If you cancel your trial Account or decide not to purchase a paid version of the Services at the end of your trial period, your content or data associated with your trial Account will no longer be available to you, and the Company may delete or remove any such content or data.

6. Fees

6.1 Fees

We may charge or pass through fees for some or part of the Services we make available to you, including transaction or processing fees, blockchain gas or similar network fees.  We will disclose the amount of fees we will charge or pass through to you for the applicable Service at the time you access, use or otherwise transact with the Services. Although we will attempt to provide accurate fee information, any such information reflects our estimate of fees, which may vary from the fees actually paid to use the Services and interact with the applicable blockchain with which the Services are compatible. Additionally, your Third Party Wallet provider may impose a fee to transact on the Services. We are not responsible for any fees charged by a third party, including any third party applications you interact with using your Company Wallet. All transactions processed through the Services are non-refundable. In certain cases, your transactions through the Services may not be successful due to an error with the blockchain or the Wallet. We accept no responsibility or liability to you for any such failed transactions, or any transaction or gas fees that may be incurred by you in connection with such failed transactions. You acknowledge and agree that all information you provide with respect to transactions on the Services is accurate, current and complete, and you have the legal right to use any payment method you use in connection with the Services. We reserve the right to offset any fees or other amounts you owe us from the funds available in your Account.

6.2 Taxes

You will be responsible for paying any and all taxes, duties and assessments now or hereafter claimed or imposed by any governmental authority associated with your use of the Services, including your Staking Rewards. You understand that we may report information with respect to your transactions using the Services to a tax or governmental authority if we reasonably determine such reporting is required by applicable law. However, unless required by applicable law, we are not required to prepare or send you any tax forms or reports related to your activity on the Services.

6.3 Promotional Codes

We may offer certain promotional codes, referral codes, discount codes, coupon codes or similar offers (“Promotional Codes”) that may be redeemed for discounts on future Offerings, or other features or benefits related to the Services, subject to any additional terms that the Company establishes. You agree that Promotional Codes: (a) must be used in a lawful manner; (b) must be used for the intended audience and purpose; (c) may not be duplicated, sold or transferred in any manner, or made available by you to the general public (whether posted to a public forum, coupon collecting service, or otherwise), unless expressly permitted by the Company; (d) may be disabled or have additional conditions applied to them by the Company at any time for any reason without liability to the Company; (e) may only be used pursuant to the specific terms that the Company establishes for such Promotional Code; (f) are not valid for cash or other credits or points; and (g) may expire prior to your use.

6.4 No Refunds

Payments for any paid offerings on our Services are nonrefundable, except to the extent required by applicable law or as we may choose to offer in our sole discretion on a case-by-case basis.

7. Location of Our Privacy Policy and Other Applicable Policies

7.1 Privacy Policy

Our Privacy Policy describes how we handle the information you provide to us when you use the Services. For an explanation of our privacy practices, please visit our Privacy Policy located at https://www.buburuza.com/legal/privacy.

7.2 E-Sign Disclosure and Consent

Our E-Sign Disclosure and Consent Policy available at https://www.buburuza.com/legal/e-sign describes how we deliver communications to you electronically and the use of electronic signatures in our relationship with you. By using the Services, you acknowledge and agree to our E-Sign Disclosure and Consent Policy.

8. Rights We Grant You

8.1 Right to Use Services

We hereby permit you to use the Services for your personal non-commercial use only, provided that you comply with these Terms in connection with all such use.  If any software, content or other materials owned or controlled by us are distributed to you as part of your use of the Services, we hereby grant you, a personal, non-assignable, non-sublicensable, non-transferrable, and non-exclusive right and license to access and display such software, content and materials provided to you as part of the Services (and right to download a single copy of the App onto your applicable equipment or device), in each case for the sole purpose of enabling you to use the Services as permitted by these Terms. Your access and use of the Services may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance or repair of the Service or other actions that Company, in its sole discretion, may elect to take.

8.2 Restrictions On Your Use of the Services

You may not do any of the following in connection with your use of the Services, unless applicable laws or regulations prohibit these restrictions or you have our written permission to do so:

• download, modify, copy, distribute, transmit, display, perform, reproduce, duplicate, publish, license, create derivative works from, or offer for sale any information contained on, or obtained from or through, the Services, except for temporary files that are automatically cached by your web browser for display purposes, or as otherwise expressly permitted in these Terms;
• duplicate, decompile, reverse engineer, disassemble or decode the Services (including any underlying idea or algorithm), or attempt to do any of the same;
• use, reproduce or remove any copyright, trademark, service mark, trade name, slogan, logo, image, or other proprietary notation displayed on or through the Services;
• use automation software (bots), hacks, modifications (mods) or any other unauthorized third-party software designed to modify the Services;
• exploit the Services for any commercial purpose, including without limitation communicating or facilitating any commercial advertisement or solicitation;
• access or use the Services in any manner that could disable, overburden, damage, disrupt or impair the Services or interfere with any other party’s access to or use of the Services or use any device, software or routine that causes the same;
• attempt to gain unauthorized access to, interfere with, damage or disrupt the Services, accounts registered to other users, or the computer systems or networks connected to the Services;
• circumvent, remove, alter, deactivate, degrade or thwart any technological measure or content protections of the Services;
• use a VPN or other tool to circumvent any geoblock or other restrictions that we may have implemented for the Services;
• use any robot, spider, crawlers, scraper, or other automatic device, process, software or queries that intercepts, “mines,” scrapes, extracts, or otherwise accesses the Services to monitor, extract, copy or collect information or data from or through the Services, or engage in any manual process to do the same;
• introduce any viruses, trojan horses, worms, logic bombs or other materials that are malicious or technologically harmful into our systems;
• submit, transmit, display, perform, post or store any content that is unlawful, defamatory, obscene, excessively violent, pornographic, invasive of privacy or publicity rights, harassing, abusive, hateful, or cruel, or otherwise use the Services in a manner that is obscene, excessively violent, harassing, hateful, cruel, abusive, pornographic, inciting, organizing, promoting or facilitating violence or criminal activities;
• violate any applicable law or regulation in connection with your access to or use of the Services;
• or access or use the Services in any way not expressly permitted by these Terms.  

To the fullest extent permitted by applicable law, if we believe that you have engaged in any activities set forth above, we reserve the right to take any action we deem appropriate, including, without limitation, terminate, suspend or disable your access to the Services (in whole or in part), hold funds or assets in your Company Wallet if we reasonably determine such holds are needed to protect us against the risk of liability, or take legal action against you.

8.3 Use of the App

You are responsible for providing the mobile device, wireless service plan, software, Internet connections and/or other equipment or services that you need to download, install and use the App.  We do not guarantee that the App can be accessed and used on any particular device or with any particular service plan.  We do not guarantee that the App or will be available in any particular geographic location. As part of the Services and to update you regarding the status of deliveries, you may receive push notifications, local client notifications, text messages, picture messages, alerts, emails or other types of messages directly sent to you in connection with the App (“Push Messages”). You acknowledge that, when you use the App, your wireless service provider may charge you fees for data, text messaging and/or other wireless access, including in connection with Push Messages. You have control over the Push Messages settings, and can opt in or out of these Push Messages through the Services or through your mobile device’s operating system (with the possible exception of infrequent, important service announcements and administrative messages). Please check with your wireless service provider to determine what fees apply to your access to and use of the App, including your receipt of Push Messages from the Company. You are solely responsible for any fee, cost or expense that you incur to download, install and/or use the App on your mobile device, including for your receipt of push messages from the Company.

8.4 Mobile Software from the Apple App Store

The following terms and conditions apply to you only if you are using the App from the Apple App Store. To the extent the other terms and conditions of these Terms are less restrictive than, or otherwise conflict with, the terms and conditions of this paragraph, the more restrictive or conflicting terms and conditions in this paragraph apply, but solely with respect to your use of the App from the Apple App Store. You acknowledge and agree that these Terms are solely between you and the Company, not Apple, and that Apple has no responsibility for the App or content thereof. Your use of the App must comply with the App Store’s applicable terms of use. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App. In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price, if any, for the App to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be solely governed by these Terms. You and the Company acknowledge that Apple is not responsible for addressing any claims of yours or any third party relating to the App or your possession and/or use of the App, including, but not limited to: (a) product liability claims, (b) any claim that the App fails to conform to any applicable legal or regulatory requirement, and (c) claims arising under consumer protection or similar legislation. You and the Company acknowledge that, in the event of any third party claim that the App or your possession and use of that App infringes that third party’s intellectual property rights, the Company, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by these Terms. You must comply with applicable third party terms of agreement when using the App. You and the Company acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of these Terms as they relate to your use of the App, and that, upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third party beneficiary thereof.

8.5 Beta Offerings

From time to time, we may, in our sole discretion, include certain test or beta features or products in the Services (“Beta Offerings”) as we may designate from time to time. Your use of any Beta Offering is completely voluntary. The Beta Offerings are provided on an “as is” basis and may contain errors, defects, bugs, or inaccuracies that could cause failures, corruption or loss of data and information from any connected device. You acknowledge and agree that all use of any Beta Offering is at your sole risk.  You agree that once you use a Beta Offering, your content or data may be affected such that you may be unable to revert back to a prior non-beta version of the same or similar feature. Additionally, if such reversion is possible, you may not be able to return or restore data created within the Beta Offering back to the prior non-beta version. If we provide you any Beta Offerings on a closed beta or confidential basis, we will notify you of such as part of your use of the Beta Offerings. For any such confidential Beta Offerings, you agree to not disclose, divulge, display, or otherwise make available any of the Beta Offerings without our prior written consent.

9. Ownership

9.1 Ownership of the Services

The Services, including their “look and feel” (e.g., text, graphics, images, logos), proprietary content, information and other materials, are protected under copyright, trademark and other intellectual property laws. You agree that the Company and/or its licensors own all right, title and interest in and to the Services (including any and all intellectual property rights therein) and you agree not to take any action(s) inconsistent with such ownership interests.  We and our licensors reserve all rights in connection with the Services and its content (other than Your Content), including, without limitation, the exclusive right to create derivative works.

9.2 Ownership of Trademarks

The Company’s name, trademarks and logo and all related names, logos, product and service names, designs and slogans are trademarks of the Company or its affiliates or licensors. Other names, logos, product and service names, designs and slogans that appear on the Services are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by us.  

9.3 Ownership of Feedback

We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). You acknowledge and expressly agree that any contribution of Feedback does not and will not give or grant you any right, title or interest in the Services or in any such Feedback. All Feedback becomes the sole and exclusive property of the Company, and the Company may use and disclose Feedback in any manner and for any purpose whatsoever without further notice or compensation to you and without retention by you of any proprietary or other right or claim. You hereby assign to the Company any and all right, title and interest (including, but not limited to, any patent, copyright, trade secret, trademark, show-how, know-how, moral rights and any and all other intellectual property right) that you may have in and to any and all Feedback.

9.4 Your Content License Grant

In connection with your use of the Services, you may be able to post, upload, or submit content to be made available through the Services (“Your Content”).  In order to operate the Service, we must obtain from you certain license rights in Your Content so that actions we take in operating the Service are not considered legal violations.  Accordingly, by using the Service and uploading Your Content, you grant us a license to access, use, host, cache, store, reproduce, transmit, display, publish, distribute, and modify (for technical purposes, e.g., making sure content is viewable on smartphones as well as computers and other devices) Your Content but solely as required to be able to operate, provide the Services.  You agree that these rights and licenses are royalty free, transferable, sub-licensable, worldwide and irrevocable (for so long as Your Content is stored with us), and include a right for us to make Your Content available to, and pass these rights along to, others with whom we have contractual relationships related to the provision of the Services, solely for the purpose of providing such Services, and to otherwise permit access to or disclose Your Content to third parties if we determine such access is necessary to comply with our legal obligations.  To the fullest extent permitted by applicable law, the Company reserves the right, and has absolute discretion, to remove, screen, edit, or delete any of Your Content at any time, for any reason, and without notice. By posting or submitting Your Content through the Services, you represent and warrant that you have, or have obtained, all rights, licenses, consents, permissions, power and/or authority necessary to grant the rights granted herein for Your Content. You agree that Your Content will not contain material subject to copyright or other proprietary rights, unless you have the necessary permission or are otherwise legally entitled to post the material and to grant us the license described above.

9.5 Usage Data

In connection with your use of the Services, we may collect data regarding how you interact with the Services, including statistical data and information derived from our operation of the Service and other usage information associated with your account and support communications (“Usage Data”). You acknowledge and agree that we own all Usage Data. For clarity, we may use Usage Data to operate, provide and improve the Services, including our technology used to provide the Services.

10. Third Party Services and Materials

10.1 Use of Third Party Materials in the Services

The Services may display, include or make available content, data, information, services, applications or materials from third parties (“Third Party Services and Materials”) or provide links to certain third party websites. Third Party Services and Materials include Financial Institution Services. By using the Services, you acknowledge and agree that the Company is not responsible for examining or evaluating the content, accuracy, completeness, availability, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third Party Services and Materials or websites. We do not warrant or endorse and do not assume and will not have any liability or responsibility to you or any other person for any third-party services, Third Party Services and Materials or third-party websites, or for any other materials, products, or services of third parties. We are not liable for any damage or loss caused or alleged to be caused by or in connection with your enablement, access or use of any such Third Party Services and Materials, or your reliance on the privacy practices, data security processes or other policies of such Third Party Services and Materials. Third Party Services and Materials and links to other websites are provided solely as a convenience to you.  

11. Disclaimers, Limitations of Liability and Indemnification

11.1 Disclaimers

Your access to and use of the Services are at your own risk. You understand and agree that the Services are provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, to the maximum extent permitted under applicable law, the Company, its parents, affiliates, related companies, officers, directors, employees, agents, representatives, partners and licensors (the “Company Entities”) DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. The Company Entities make no warranty or representation and disclaim all responsibility and liability for: (a) the completeness, accuracy, availability, timeliness, security or reliability of the Services; (b) any harm to your computer system, loss of data, or other harm that results from your access to or use of the Services; (c) the operation or compatibility with any other application or any particular system or device; and (d) whether the Services will meet your requirements or be available on an uninterrupted, secure or error-free basis. Nothing contained in the Services (including any research, market data, reports, or other information) constitutes, or is meant to constitute, investment, financial, legal or other professional advice of any kind. You are solely responsible for determining whether any investment, strategy or transaction is appropriate for you based on your personal investment objectives, financial circumstance and risk tolerance. If you require advice in relation to any investment, financial, legal or other professional matter you should consult an appropriate professional. No advice or information, whether oral or written, obtained from the Company Entities or through the Services, will create any warranty or representation not expressly made herein.

THE LAWS OF CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES AS SET FORTH BELOW. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

THE COMPANY ENTITIES TAKE NO RESPONSIBILITY AND ASSUME NO LIABILITY FOR ANY CONTENT THAT YOU, ANOTHER USER, OR A THIRD PARTY CREATES, UPLOADS, POSTS, SENDS, RECEIVES, OR STORES ON OR THROUGH OUR SERVICES.

YOU UNDERSTAND AND AGREE THAT YOU MAY BE EXPOSED TO CONTENT THAT MIGHT BE OFFENSIVE, ILLEGAL, MISLEADING, OR OTHERWISE INAPPROPRIATE, NONE OF WHICH THE COMPANY ENTITIES WILL BE RESPONSIBLE FOR.

11.2 Limitations of Liability

TO THE EXTENT NOT PROHIBITED BY LAW, YOU AGREE THAT IN NO EVENT WILL THE COMPANY ENTITIES BE LIABLE FOR ANY INDIRECT SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOSS OF USE, DATA OR PROFITS, BUSINESS INTERRUPTION OR ANY OTHER DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SERVICES), HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, WHETHER UNDER THESE TERMS OR OTHERWISE ARISING IN ANY WAY IN CONNECTION WITH THE SERVICES OR THESE TERMS AND WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) EVEN IF THE COMPANY ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.  THE COMPANY ENTITIES’ TOTAL LIABILITY TO YOU FOR ANY DAMAGES FINALLY AWARDED SHALL NOT EXCEED THE GREATER OF ONE HUNDRED DOLLARS ($100.00), OR THE AMOUNT YOU PAID THE COMPANY ENTITIES, IF ANY, IN THE PAST SIX (6) MONTHS FOR THE SERVICES GIVING RISE TO THE CLAIM. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

11.3 Indemnification

By entering into these Terms and accessing or using the Services, you agree that you shall defend, indemnify and hold the Company Entities harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys’ fees and costs) incurred by the Company Entities arising out of or in connection with: (a) your violation or breach of any term of these Terms or any applicable law or regulation; (b) your violation of any rights of any third party; (c) your misuse of the Services; (d) your use of any Financial Institution Services or other Third Party Services and Materials or your breach of any terms and conditions applicable to your use of any Financial Institution Services or other Third Party Services and Materials; (e) your breach of the Cardholder Agreement; (f) Your Content; or (g) your negligence or wilful misconduct. If you are obligated to indemnify any Company Entity hereunder, then you agree that Company (or, at its discretion, the applicable Company Entity) will have the right, in its sole discretion, to control any action or proceeding and to determine whether Company wishes to settle, and if so, on what terms, and you agree to fully cooperate with Company in the defense or settlement of such claim.

11.4 Acknowledgement; Assumption of Risks

By accessing or using the Services, you agree to the following:

You agree that you have sufficient knowledge and experience in business and financial matters, including a sufficient understanding of blockchain technologies and digital assets, storage mechanisms, and blockchain-based software systems to be able to assess and evaluate the risks and benefits of the Services contemplated hereunder, and will bear the risks thereof, including loss of all amounts paid, and the risk that the digital assets may have little or no value. You agree that there are risks associated with purchasing and holding digital assets and using blockchain technology. These include, but are not limited to, risk of losing access to digital assets due to slashing, loss of private key(s), custodial error or purchaser error, risk of mining or blockchain attacks, risk of hacking and security weaknesses, risk of unfavorable regulatory intervention in one or more jurisdictions, risk related to token taxation, risk of personal information disclosure, risk of uninsured losses, volatility risks, and unanticipated risks.

You acknowledge that digital assets are neither (i) deposits of or guaranteed by a bank nor (ii) insured by the FDIC or by any other governmental agency.

Trading digital assets is speculative in nature and involves substantial risk, including risk of loss, volatile market price swings, market manipulation and cybersecurity risks.  The volatility and unpredictability of digital assets may result in significant loss. We are not liable to you for any price fluctuations of digital assets. Digital assets markets and exchanges are not regulated with the same controls or customer protections available for more traditional securities investing. Digital assets are a digital representation of value that function as a medium of exchange, a unit of account or a store of value, but it does not have legal tender status. Under certain market conditions, it may be difficult or impossible to liquidate a position quickly at a reasonable price, including, for example, when the market for a particular digital asset suddenly drops or its trading is halted due to news events, unusual trading activity or changes in the underlying protocol.

It is your responsibility to determine whether any investment, investment strategy or related transaction is appropriate for you according to your personal investment objectives, financial circumstances and risk tolerance and you are responsible for any associated loss or liability. We do not recommend that any digital asset should be bought, sold or held by you. Before making the decision to buy, sell or hold any digital asset, you should conduct your own due diligence and consult your financial advisor. We are not responsible for the decisions you make to buy, sell or hold digital assets based on the information provided by us, including any losses you incur arising from those decisions.

Smart contracts execute automatically when certain conditions are met. We do not have the ability to reverse a transaction that is recorded on a public blockchain. You are responsible for ensuring that any details entered you enter in connection with a transaction using any smart contracts are accurate and complete. Further, since smart contracts typically cannot be stopped or reversed, vulnerabilities in their programming and design or other vulnerabilities that may arise due to hacking or other security incidents can have adverse effects to digital assets, including but not limited to significant volatility and risk of loss.  

Digital assets lack a centralized pricing source. We cannot control how third-party exchange platforms quote or value digital assets. We may add a spread to each digital asset transaction on the Services and the execution price is not meant to imply the market price. We expressly deny and disclaim any liability to you and deny any obligations to indemnify or hold you harmless for any losses you may incur as a result of the pricing or fluctuations in the value of digital assets.

Digital asset balances are generally maintained as an address on the blockchain and are accessed through private keys, which may be held by a user or a custodian.  Although digital asset transactions can be publicly available on a blockchain or distributed ledger, the public address does not identify the controller, owner or holder of the private key. Digital asset exchanges and custodians do not always identify the owner. The opaque underlying or spot market poses asset verification challenges for market participants, regulators and auditors and gives rise to an increased risk of manipulation and fraud, which may undermine market confidence in a digital asset and negatively impact its price.  

Certain digital assets allow market participants to offer a fee to parties that process transactions and record them on a blockchain or distributed ledger a fee.  The amounts of these fees are subject to market forces and it is possible that the fees could increase substantially from the estimated fees displayed to you through the Services.

Underlying blockchain protocols may also be subject to sudden changes in operating rules, including forks which may result in more than one version of a protocol or digital assets on such protocol, and it is your responsibility to make yourself aware of upcoming operating changes. In addition, operators of blockchain protocols or other parties may offer or issue digital assets based on existing ownership or other factors, such as through an airdrop. These changes may dilute the value of an existing digital asset and/or distribute the value of an existing digital asset position to another digital asset. You agree that the support of forked or airdropped digital, and the delivery of such digital assets, may depend on third parties that are outside of our control. We retain the right to support or not support any of these changes in our sole discretion, and we will not be liable to you for any change in the value of your digital assets resulting from these changes or our decision to support or not support these changes, including any forked or airdropped digital asset. You agree that you have no right, claim or other privilege to any forked or airdropped digital asset.

The Company Wallets may have flaws and you are solely responsible for evaluating the underlying code related to the Company Wallets for flaws or other vulnerabilities.

You acknowledge that there are inherent risks associated with using or interacting with public blockchains and blockchain technology. There is no guarantee that such technology will be unavailable or subject to errors, hacking or other security risks.

12. ARBITRATION AND CLASS ACTION WAIVER

PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY HEAR YOUR CLAIMS. IT CONTAINS PROCEDURES FOR MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.

12.1 Informal Process First

You and the Company agree that in the event of any dispute between you and the Company Entities, either party will first contact the other party and make a good faith sustained effort to resolve the dispute before resorting to more formal means of resolution, including without limitation, any court action, after first allowing the receiving party 30 days in which to respond.  Both you and the Company agree that this dispute resolution procedure is a condition precedent which must be satisfied before initiating any arbitration against the other party.

12.2 Arbitration Agreement

After the informal dispute resolution process, any remaining dispute, controversy, or claim (collectively, “Claim”) relating in any way to the Company’s services and/or products, including the Services, and any use or access or lack of access thereto, will be resolved by arbitration, including threshold questions of arbitrability of the Claim. You and the Company agree that any Claim will be settled by final and binding individual (not class) arbitration.  You and the Company further agree that the arbitrator shall have the exclusive power to rule on his or her own jurisdiction, including without limitation any objections with respect to the existence, scope or validity of the Agreement to Arbitrate, or to the arbitrability of any claim or counterclaim. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. There may be more limited disclosure than in court. The arbitrator must follow this agreement and can award damages and grant relief as if he or she were a court of law in England & Wales (including, if applicable, costs), except that the arbitrator may not grant declaratory or injunctive relief in favour of anyone but the parties to the arbitration.

12.3 Rules of Arbitration

The arbitration shall be subject to the Rules of Arbitration of the London Court of International Arbitration (the “LCIA Rules”) in force at the time of commencement of arbitration. The arbitration will be administered by the London Court of International arbitration (the “LCIA”). There shall be only one arbitrator appointed in accordance with the LCIA Rules. Any arbitration will be conducted in the English language. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. ANY ARBITRAL AWARD MAY BE ENFORCED IN ANY COURT HAVING JURISDICTION OVER THE PARTY (OR OVER THE ASSETS OF THE PARTY) AGAINST WHOM SUCH AN AWARD IS RENDERED.

12.4 Time for Filing

ANY ARBITRATION AGAINST COMPANY MUST BE COMMENCED BY SERVING A REQUEST FOR ARBITRATION ON THE COMPANY BY EMAIL TO legal@buburuza.com REQUESTING THAT THE DISPUTE BE REFERRED TO ARBITRATION WITHIN ONE (1) YEAR AFTER THE DATE THE USER ASSERTING THE CLAIM FIRST FOUND OUT OR REASONABLY SHOULD HAVE FOUND OUT THE ALLEGED ACT, OMISSION OR DEFAULT GIVING RISE TO THE CLAIM; AND THERE SHALL BE NO RIGHT TO ANY REMEDY FOR ANY CLAIM IF NO REQUEST FOR ARBITRATION IS SERVED ON COMPANY WITHIN THAT TIME PERIOD.

12.5 Notice

If we request arbitration against you, we will serve the Request for Arbitration at the email address or mailing address you have provided. You agree that any notice sent to this email or mailing address shall be deemed effective and sufficient for all purposes, including without limitation to determinations of the adequacy of service. It is your obligation to ensure that the email address and/or mailing address on file with the Company is up-to-date and accurate.

12.6 Confidentiality

You and the Company agree that the arbitration shall be kept confidential. The existence of the arbitration, any non-public information provided in the arbitration, and any submissions, orders or awards made in the arbitration shall not be disclosed to third party except the tribunal, the LCIA, the parties, their counsels, experts, witnesses, accountants and auditors, insurers and reinsurers, and any other persons necessary to the conduct of the arbitration. Notwithstanding the foregoing, a party may disclose such confidential information to the extent that disclosure is required to fulfil a legal duty, protect or pursue a legal right, or enforce or challenge an award in bona fide legal proceedings. This confidentiality provision shall survive termination of the Terms and conclusion or stay of any arbitration brought pursuant to the Terms.

12.7 Opt-Out

You have the right to opt-out and not be bound by the arbitration provisions set forth in these Terms by sending written notice of your decision to opt-out to arbitration-optout@buburuza.com. The notice must be sent to the Company within thirty (30) days of your first registering to use the Services or agreeing to these Terms; otherwise you shall be bound to arbitrate disputes on a non-class basis in accordance with these Terms. If you opt out of only the arbitration provisions, and not also the class action waiver, the class action waiver still applies.  You may not opt out of only the class action waiver and not also the arbitration provisions.  If you opt-out of these arbitration provisions, the Company also will not be bound by them.

WAIVER OF RIGHT TO BRING CLASS ACTION AND REPRESENTATIVE CLAIMS. To the fullest extent permitted by applicable law, you and the Company each agree that any proceeding to resolve any dispute, claim, or controversy will be brought and conducted ONLY IN THE RESPECTIVE PARTY’S INDIVIDUAL CAPACITY AND NOT AS PART OF ANY CLASS (OR PURPORTED CLASS), CONSOLIDATED, MULTIPLE-PLAINTIFF, OR REPRESENTATIVE ACTION OR PROCEEDING (“CLASS ACTION”).  You and the Company AGREE TO WAIVE THE RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS ACTION.  You and the Company EXPRESSLY WAIVE ANY ABILITY TO MAINTAIN A CLASS ACTION IN ANY FORUM.  If the dispute is subject to arbitration, THE ARBITRATOR WILL NOT HAVE THE AUTHORITY TO COMBINE OR AGGREGATE CLAIMS, CONDUCT A CLASS ACTION, OR MAKE AN AWARD TO ANY PERSON OR ENTITY NOT A PARTY TO THE ARBITRATION.  Further, you and the Company agree that the ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS FOR MORE THAN ONE PERSON’S CLAIMS, AND IT MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CLASS ACTION.  For the avoidance of doubt, however, you can seek public injunctive relief to the extent authorized by law and consistent with the Exceptions clause above.

IF THIS CLASS ACTION WAIVER IS LIMITED, VOIDED, OR FOUND UNENFORCEABLE, THEN, UNLESS THE PARTIES MUTUALLY AGREE OTHERWISE, THE PARTIES’ AGREEMENT TO ARBITRATE SHALL BE NULL AND VOID WITH RESPECT TO SUCH PROCEEDING SO LONG AS THE PROCEEDING IS PERMITTED TO PROCEED AS A CLASS ACTION.  If a court decides that the limitations of this paragraph are deemed invalid or unenforceable, any putative class, private attorney general, or consolidated or representative action must be brought in a court of proper jurisdiction and not in arbitration.

13. Additional Provisions

13.1 Updates; Monitoring

We may make any improvement, modifications or updates to the Services, including but not limited to changes and updates to the underlying software, infrastructure, security protocols, technical configurations or service features (the “Updates”) from time to time. Your continued access and use of the Services are subject to such Updates and you shall accept any patches, system upgrades, bug fixes, feature modifications, or other maintenance work that arise out of such Updates.  We are not liable for any failure by you to accept and use such Updates in the manner specified or required by us.  Although we are not obligated to monitor access to or participation in the Services, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms and to comply with applicable law or other legal requirements.

13.2 SMS Messaging and Phone Calls

Certain portions of the Services may allow us to contact you via telephone or text messages. You agree that the Company may contact you via telephone or text messages (including by an automatic telephone dialing system) at any of the phone numbers provided by you or on your behalf in connection with your use of the Services, including for marketing purposes. You understand that you are not required to provide this consent as a condition of purchasing any Services. You also understand that you may opt out of receiving text messages from us at any time, either by texting a reply with the word “STOP” using the mobile device and number that is receiving the messages, or by contacting DPO@buburuza.com. If you do not choose to opt out, we may contact you as outlined in our Privacy Policy.

13.3 Updating These Terms

We may modify these Terms from time to time in which case we will update the “Last Revised” date at the top of these Terms.  If we make changes that are material, we will use reasonable efforts to attempt to notify you, such as by e-mail and/or by placing a prominent notice on the first page of the Website. However, it is your sole responsibility to review these Terms from time to time to view any such changes.  The updated Terms will be effective as of the time of posting, or such later date as may be specified in the updated Terms. Your continued access or use of the Services after the modifications have become effective will be deemed your acceptance of the modified Terms. No amendment shall apply to a dispute for which an arbitration has been initiated prior to the change in Terms.

13.4 Termination of License and Your Account

If you breach any of the provisions of these Terms, all licenses granted by the Company will terminate automatically. Additionally, the Company may suspend, disable, or delete your Account, Company Wallet and/or the Services (or any part of the foregoing) with or without notice, for any or no reason. If the Company deletes your Account for any suspected breach of these Terms by you, you are prohibited from re-registering for the Services under a different name. In the event of Account deletion for any reason, the Company may, but it not obligated to, delete any of Your Content; provided the Company shall not be responsible for the failure to delete or the deletion of Your Content. All sections which by their nature should survive the termination of these Terms shall continue in full force and effect subsequent to and notwithstanding any termination of these Terms by the Company or you. Termination will not limit any of the Company’s other rights or remedies at law or in equity.

13.5 Injunctive Relief

You agree that a breach of these Terms will cause irreparable injury to the Company for which monetary damages would not be an adequate remedy and the Company shall be entitled to equitable relief in addition to any remedies it may have hereunder or at law without a bond, other security or proof of damages.

13.6 Miscellaneous

These Terms constitutes the entire agreement between the parties with respect to the subject matter hereof and your use of the Services, and supersedes all other agreements and understandings, both written and oral, between the parties with respect to the subject matter hereof. If any provision of these Terms shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. These Terms and the licenses granted hereunder may be assigned by the Company but may not be assigned by you without the prior express written consent of the Company. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for reference only and shall not be read to have any legal effect. These Terms are governed by the laws of the Dubai International Financial Centre, without regard to conflict of laws rules, and the proper venue for any disputes arising out of or relating to any of the same will be the arbitration venue set forth above, or if arbitration does not apply, then the courts located in Dubai, United Arab Emirates. You and the Company agree that the United Nations Convention on Contracts for the International Sale of Goods will not apply to the interpretation or construction of these Terms.

How to Contact Us

You may contact us regarding the Services or these Terms at: Rue Principale, ACS Centre, Hamchako, Mutsamudu, Union of Comoros, or by e-mail at support@buburuza.com.